0001213900-25-010935 Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 31, 2025, between Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 31, 2025, between Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PIPE COMMON WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Pipe Common Warrant • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, Aegis Capital Corp. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on the sixty (60) month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
PIPE PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Pipe Pre-Funded Warrant • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time until this Warrant is exercised in full (the “Termination Date”) , to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
SERIES B PIPE COMMON WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Series B Pipe Common Warrant • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to a maximum of shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
SERIES A PIPE COMMON WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Warrant Agreement • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on the sixty (60) month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
SETTLEMENT AGREEMENTSettlement Agreement • February 6th, 2025 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers)
This Settlement Agreement (“Agreement”) is entered into and effective as of the date of its full execution (the “Effective Date”) by and between Zoomcar, Inc. (“Zoomcar” or “Defendant”), a Delaware corporation, and Zoomcar Holdings, Inc. (“Holdings”), a Delaware corporation, on the one hand, and Randall Yanker (“Mr. Yanker” or “Plaintiff”), a natural person residing in South Carolina, on the other hand. The foregoing entity and individual are collectively referred to herein as the “Parties.”